Banking and Finance Law Commons^™

From Behind The Looking Glass: Good Faith, Fiduciary Duty & Permitted Harm, Claire Moore Dickerson

Florida State University Law Review

No abstract provided.

Back To The Parent: Holding Company Liability For Subsidiary Banks — A Discussion Of The Net Worth Maintenance Agreement, The Source Of Strength Doctrine, And The Prompt Corrective Action Provision, Cassandra Jones Havard

All Faculty Scholarship

Given the statutory goal of parental accountability, this Article focuses on a narrow issue: Whether parental guarantees are the most effective regulatory tool for shielding the federal deposit insurance fund from losses when insured banking subsidiaries that are members of a multibank holding company system are insolvent. This Article posits that a needed complement to parental guarantees is temporary substantive consolidation of a holding company's affiliated banks. This would require the parent company to combine the assets of its banking siblings to facilitate the reorganization of a financially troubled subsidiary. Temporary enterprise consolidation is a necessary regulatory tool because it …

15th Annual Legal Issues For Financial Institutions Conference, Office Of Continuing Legal Education At The University Of Kentucky College Of Law, Walter R. Byrne Jr, Mark F. Sommer, Lisa Koch Bryant, Leonard A. Watkins, Thomas W. Grundy, Joann B. Heppermann, James C. Seiffert, William H. Haden Jr., T. Richard Riney, Marcus P. Mcgraw, W. Bradford Boone, John T. Mcgarvey, James F. Rose, J. Rick Jones, M. Thurman Senn, M. Brooks Senn

Continuing Legal Education Materials

Program and materials from the 15th Annual Legal Issues for Financial Institutions Conference held by UK/CLE on March 10-11, 1995.

Hail Britannia?: Institutional Investor Behavior Under Limited Regulation, John C. Coffee Jr., Bernard S. Black

Faculty Scholarship

A central puzzle in understanding the governance of large American public firms is why most institutional shareholders are passive. Why would they rather sell than fight? Until recently, the Berle-Means paradigm – the belief that separation of ownership and control naturally characterizes the modern corporation – reigned supreme. Shareholder passivity was seen as an inevitable result of the scale of modern industrial enterprise and of the collective action problems that face shareholders, each of whom owns only a small fraction of a large firm's shares.

A paradigm shift may be in the making, however. Rival hypotheses have recently been offered …

Developments In Trading Claims: Participations And Disputed Claims, Chaim J. Fortgang, Thomas Moers Mayer

Cardozo Law Review

The two years since our last paper on trading claims' have seen an explosion in the market for claims against Chapter 11 debtors. More institutions are involved in buying, selling, and brokering claims than ever before. Goldman, Sachs & Company, Salomon Brothers Inc., Lazard Freres & Company, Inc., and Kidder Peabody & Company have joined Oppenheimer & Company, and Bear, Stearns & Company as established Wall Street houses making markets in distressed claims. Commercial banks such as First National Bank of Chicago, ING Bank, and Citibank, N.A. now buy and sell bank claims against distressed debtors.

A Theory Of The Regulation Of Debtor-In-Possession Financing, George G. Triantis

Vanderbilt Law Review

The profile of Chapter 11 of the Bankruptcy Code in public consciousness has surged recently. Other than the automatic stay on the enforcement of claims, the most publicized feature of bankruptcy reorganizations is debtor-in-possession (DIP) financing. Indeed, along with the bankruptcy stay, DIP financing is the motivation for many Chapter 11 filings. Under Section 364 of the Code, a firm in bankruptcy (the debtor in possession) can finance its ongoing operations and investments by issuing new debt that enjoys any one of various levels of priority, all of which rank higher than the firm's prepetition unsecured debt.' The debtor's financing …

Aviation Law And Regulation: Abridged Student Edition, Robert M. Hardaway, Paul Stephen Dempsey, William E. Thoms

Sturm College of Law: Faculty Scholarship

We sought to write a comprehensive reference book for aviation lawyers and practitioners, and airline and aircraft manufactuing executives in need of vital information regarding law and government regulation in the field of commercial and general aviation. We envision this book as an aid for the neophyte and experienced practitioner alike.

Taking Interest In A Cure: Compensation For Time Value Of Chapter 13 Residential Mortgage Arrears, Jonathan S. Fields

Cardozo Law Review

No abstract provided.

Aviation Law And Regulation, Robert M. Hardaway, Paul Stephen Dempsey, William E. Thoms

Sturm College of Law: Faculty Scholarship

We sought to write a comprehensive reference book for aviation lawyers and practitioners, and airline and aircraft manufactuing executives in need of vital information regarding law and government regulation in the field of commercial and general aviation. We envision this book as an aid for the neophyte and experienced practitioner alike.

Airlines, Airports And Antitrust: A Proposed Strategy For Enhanced Competition, Robert M. Hardaway, Paul Stephen Dempsey

Sturm College of Law: Faculty Scholarship

Most of this country's major airports are monopolies or duopolies at which one or two dominant carriers control a high percentage of terminal facilities. Airlines have used this market power to raise fares on flights originating and terminating at such airports. Although this power has been gained in part through the process of buy-outs and mergers in the airline industry itself, it has also been gained through actions taken in concert with airport authorities, such as when agreements are entered into that effectively limit the availability of airport facilities to new entrants and other competitors. Airlines, by virtue of rights …

Bondholder Coercion: The Problem Of Constrained Choice In Debt Tender Offers And Recapitalizations, John C. Coffee Jr., William A. Klein

Faculty Scholarship

The past decade saw the flourishing of risky, high-yield corporate debt, often called "junk" bonds. Too many companies took on too much debt, and the chickens are now coming home to roost as these bonds have begun to default with increasing frequency.The magnitude of the problem is potentially enormous; by one estimate, $318 billion of debt has either defaulted already or trades at yields indicating the market's skepticism that it will be repaid on maturity.

Facing the prospect of default, corporate issuers are seeking to restructure or recapitalize their financial structures at a correspondingly increased pace. The market force driving …

Levit V. Ingersoll Rand Financial Corp.: The Demise Of Independent Preference Liability Under 550(A), 23 J. Marshall L. Rev. 501 (1990), Michael Keaton

UIC Law Review

No abstract provided.

The Rtc: A Practical Guide To The Receivership/Conservatorship Process And The Resolution Of Failed Thrifts, Vicki O. Tucker, Patti G. Meire, Phyllis M. Rubinstein

University of Richmond Law Review

In response to a growing crisis in the thrift industry, Congress enacted the Financial Institutions Reform, Recovery, and Enforcement Act of 1989 ("FIRREA" or "Act"). The crisis was evidenced by the failure of over 500 thrifts between 1980 and 1988-more than three and one-half times as many in the previous forty-five years combined. In 1988 alone, the Federal Savings and Loan Insurance Corporation ("FSLIC," which prior to FIRREA insured most of the thrift industry's deposits) merged or liquidated over 200 insolvent thrifts, and the U.S. Government's General Accounting Office ("GAO") estimated in 1989 that at least 338 additional thrifts were …

What Can Be Done About Stock Market Volatility, Tamar Frankel

Faculty Scholarship

Volatility is as old as the financial markets. The bull market of 1986 and the crash that followed in 1987 were but the latest of periodic market gyrations that started with the South Sea Bubble and the Lombard Street run on commercial paper and have continued ever since.' Volatility in the financial markets would not be very important if market activity simply mirrored economic activity. Volatility would be much less important if the markets moved independently of the economy. But if we believe, as I do, that the markets and the economy are interdependent, and that their volatility is generally …

The Collapsed Leveraged Buyout And The Trustee In Bankruptcy, James F. Queenan Jr.

Cardozo Law Review

Leveraged buyouts bring about concentration of a corporation's ownership in the hands of a few stockholders. This permits the stockholders to control the corporation with the incentive to operate it efficiently in order to realize the entire profit for themselves. Such a joinder of control and ownership, however, is produced at great cost to the corporation, which provides most of the funds used to purchase the stock from the selling shareholders. There is, therefore, the danger of prejudice to a non-stockholder constituency-the corporation's creditors, employees, customers, and the community in which it is located. It is the thesis of this …

The Malformed Mouse Meets The Libr: Secured And Restitutionary Claims To Commingled Funds, Harold R. Weinberg

Law Faculty Scholarly Articles

The "malformed mouse" is section 9-306(4)(d) of the Uniform Commercial Code. It provides a formula that determines the extent to which an insolvent debtor's commingled bank account contains funds subject to a security interest. A special entitlement is necessary because it is impossible to physically distinguish this collateral after commingling. The label malformed mouse is appropriate if one agrees with critics who have questioned the mouse's statutory architecture and underlying rationale. The image of an elusive creature is also apt. The mouse continues to elude understanding, although it has been part of the Code for many years and the subject …

Annual Survey Of Virginia Law: Creditors' Rights, Joseph E. Ulrich

University of Richmond Law Review

This article addresses developments in Virginia creditors' rights from April 1988 to April 1989. It is aimed at the non-specialist who nonetheless handles creditors' rights problems in practice. The following will describe the more important holdings and offer some comments about these holdings.

On The Nature Of Bankruptcy: An Essay Of Bankruptcy Sharing And The Creditor's Bargain, Thomas H. Jackson, Robert E. Scott

Faculty Scholarship

Finance theorists have long recognized that bankruptcy is a key component in any general theory of the capital structure of business entities. Legal theorists have been similarly sensitive to the substantial allocational and distributional effects of the bankruptcy law. Nevertheless, until recently, underlying justifications for the bankruptcy process have not been widely studied. Bankruptcy scholars have been content to recite, without critical analysis, the two normative objectives of bankruptcy: rehabilitation of overburdened debtors and equality of treatment for creditors and other claimants.

The developing academic interest in legal theory has spurred a corresponding interest in expanding the theoretical foundations of …

The Inconsistent Treatment Of Secured Tax Claims In Liquidation And Reorganization Proceedings Under The Bankruptcy Code, Steven B. Levine

Faculty Scholarship

There is general inconsistency and tension regarding the treatment of secured tax claims under the Bankruptcy Code. In order to resolve the ambiguity and tension in the Code, tax claims for the same periods should be treated alike regardless of whether one taxing authority has filed a notice of lien in the appropriate public records office or whether such claims are asserted in a reorganization or liquidation proceeding. Some of the rights and priorities associated with tax liens outside of bankruptcy must be limited so as not to harm 2 basic goals of the reorganization process. These are: 1. equitable …

Durrett Data: Shucking The Husks From The Grain, Robert M. Zinman

Cardozo Law Review

No abstract provided.

Creditors' Rights Against Participants In A Leveraged Buyout, Emily Sherwin

Cornell Law Faculty Publications

No abstract provided.

Data On The Durrett Controversy, Philip Shuchman

Cardozo Law Review

No abstract provided.

Involuntary Fraudulent Transfers, Frank R. Kennedy

Cardozo Law Review

No abstract provided.

Proceeds In Bankruptcy: United Virginia Bank V. Slab Fork Coal Company, Jeffery L. Tarkenton

West Virginia Law Review

No abstract provided.

Chapters 11 And 13 Of The Bankruptcy Code -- Observations On Using Case Authority From One Of The Chapters In Proceedings Under The Other, David G. Epstein, Christopher Fuller

Vanderbilt Law Review

This Article will focus on the relationship between Chapter 11 and Chapter 13 of the Bankruptcy Code.' A number of issues are similar or identical in Chapter 11 and Chapter 13. Furthermore,much of the language of Chapter 13 mirrors that of Chapter 11. This Article explores whether courts should apply case law and concepts of one chapter when similar issues arise in proceedings under the other chapter. Parts II and III of this Article address basic similarities and differences between Chapters 11 and 13. Parts IV, V, and VI examine three issues governed by statutory language common to both chapters. …

Unexpired Leases In Bankruptcy: Rights Of The Affected Mortgagee, Peter A. Alces

Faculty Publications

No abstract provided.

Confronting Close Corporate Status In West Virginia: Alternative Theories To Prevent Abuse To The Detriment Of Creditors, William E. Galeota

West Virginia Law Review

No abstract provided.

The Proper Application Of Marshaling On Behalf Of Unsecured Creditors, Michael W. Mosman

BYU Law Review

No abstract provided.

The Trustee Versus The Trade Creditor: A Critique Of Section 547(C)(1), (2) & (4) Of The Bankruptcy Code, Michael J. Herbert

University of Richmond Law Review

The Bankruptcy Code, like its predecessor the Bankruptcy Act, permits the trustee to avoid certain preferential transfers made or suffered by the bankrupt just prior to bankruptcy. Generally, any transfer relating to an antecedent debt made to or for a creditor by an insolvent within ninety days before the filing of the bankruptcy petition is avoidable by the trustee. The trustee may sue the creditor to recover the preference. In addition, the preferred creditor will not be entitled to any dividend from the estate until the preference is repaid.

"Value" Judgments: Accounts Receivable Financing And Voidable Preference Under The New Bankruptcy Code, Neil B. Cohen

Faculty Scholarship

No abstract provided.